SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* KOCH GARLAND W (Last) (First) (Middle) 3990 WESTERLY PLACE SUITE 200 (Street) NEWPORT BEACH CA 92660 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol UNITED PAN AM FINANCIAL CORP [ UPFC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Executive Vice President & CFO
	3. Date of Earliest Transaction (Month/Day/Year) 05/04/2006
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/04/2006	05/04/2006	M		10,136	A	$1.781	120,661	D
Common Stock	05/04/2006	05/04/2006	M		10,136	A	$2.189	130,797	D
Common Stock	05/04/2006	05/04/2006	M		10,136	A	$2.577	140,933	D
Common Stock	05/04/2006	05/04/2006	M		10,136	A	$2.957	151,069	D
Common Stock	05/04/2006	05/04/2006	M		10,136	A	$3.351	161,205	D
Common Stock	05/04/2006	05/04/2006	M		75,000	A	$10	236,205	D
Common Stock	05/04/2006	05/04/2006	M		4,000	A	$15.47	240,205	D
Common Stock	05/04/2006	05/04/2006	F		57,771(1)	D	$30.44	182,434	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Buy)	$1.781	05/04/2006	05/04/2006	M			10,136	04/24/2001	10/24/2010	Common Stock	10,136	(2)	0	D
Employee Stock Option (Right to Buy)	$2.189	05/04/2006	05/04/2006	M			10,136	12/31/2001	10/24/2010	Common Stock	10,136	(2)	0	D
Employee Stock Option (Right to Buy)	$2.577	05/04/2006	05/04/2006	M			10,136	12/31/2002	10/24/2010	Common Stock	10,136	(2)	0	D
Employee Stock Option (Right to Buy)	$2.957	05/04/2006	05/04/2006	M			10,136	12/31/2003	10/24/2010	Common Stock	10,136	(2)	0	D
Employee Stock Option (Right to Buy)	$3.351	05/04/2006	05/04/2006	M			10,136	12/31/2004	10/24/2010	Common Stock	10,136	(2)	0	D
Employee Stock Option (Right to Buy)	$10	05/04/2006	05/04/2006	M			15,000	03/31/2002	03/31/2011	Common Stock	15,000	(2)	60,000	D
Employee Stock Option (Right to Buy)	$10	05/04/2006	05/04/2006	M			15,000	03/31/2003	03/31/2011	Common Stock	15,000	(2)	45,000	D
Employee Stock Option (Right to Buy)	$10	05/04/2006	05/04/2006	M			15,000	03/31/2004	03/31/2011	Common Stock	15,000	(2)	30,000	D
Employee Stock Option (Right to Buy)	$10	05/04/2006	05/04/2006	M			15,000	03/31/2005	03/31/2011	Common Stock	15,000	(2)	15,000	D
Employee Stock Option (Right to Buy)	$10	05/04/2006	05/04/2006	M			15,000	03/31/2006	03/31/2011	Common Stock	15,000	(2)	0	D
Employee Stock Option (Right to Buy)	$15.47	05/04/2006	05/04/2006	M			2,000	12/31/2004	06/04/2014	Common Stock	2,000	(2)	8,000	D
Employee Stock Option (Right to Buy)	$15.47	05/04/2006	05/04/2006	M			2,000	12/31/2005	06/04/2014	Common Stock	2,000	(2)	6,000	D

Explanation of Responses:

1. Number of shares withheld by the Issuer to cover the exercise price of the options and to pay withholding taxes.

2. Option granted under the UPFC Amended and Restated 1997 Employee Stock Incentive Plan.

	/S/ Garland W. Koch	05/08/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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